SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
_____________
SCHEDULE 13G
(RULE 13D-102)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO RULES 13D-1(B) AND (C) AND AMENDMENTS THERETO FILED
PURSUANT TO 13D-2(B)
(AMENDMENT NO. _________){1}
@Entertainment, Inc.
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(Name of Issuer)
Common Stock, par value $.01 per share
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(Title of Class of Securities)
045920 10 5
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(CUSIP Number)
_____________
**FOOTNOTES**
{1} The remainder of this cover page shall be filled out for a
reporting person's initial filing on this form with respect to the subject
class of securities, and for any subsequent amendment containing
information which would alter the disclosures provided in a prior cover
page.
The information required in the remainder of this cover page shall not
be deemed to be "filed" for the purpose of Section 18 of the Securities
Exchange Act of 1934 or otherwise subject to the liabilities of that
Section of the Act but shall be subject to all other provisions of the Act
(however, SEE the NOTES).
<PAGE>
CUSIP No. 045920 10 5 13G Page 2 of 7 Pages
1 NAMES OF REPORTING PERSONS
IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
Arnold L. Chase
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP* (a) / /
(b) /X/
3 SEC USE ONLY
4 CITIZENSHIP OR PLACE OF ORGANIZATION
U.S.
5 SOLE VOTING POWER
See Item 4
NUMBER OF
SHARES 6 SHARED VOTING POWER
BENEFICIALLY See Item 4
OWNED BY EACH
REPORTING 7 SOLE DISPOSITIVE POWER
PERSON See Item 4
WITH
8 SHARED DISPOSITIVE POWER
See Item 4
9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
10,303,000 shares (See Item 4)
10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES
CERTAIN SHARES* /X/
11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9 )
30.9%
12 TYPE OF REPORTING PERSON*
IN
*SEE INSTRUCTIONS BEFORE FILLING OUT!
<PAGE>
Item 1(a). Name of Issuer:
@Entertainment, Inc.
Item 1(b). Address of Issuer's Principal Executive Offices:
PTK Warszawa S.A.
UL. Pawinskiego 5A
Warszawa, Polska
Item 2(a). Name of Person Filing:
Arnold L. Chase
Item 2(b). Address of Principal Business Office or, if None, Residence:
c/o Chase Enterprises
One Commercial Plaza
Hartford, Connecticut 06103
Item 2(c). Citizenship:
United States
Item 2(d). Title of Class of Securities:
common stock, par value $.01 per share (the "Common Stock")
Item 2(e). CUSIP Number:
045920 10 5
Item 3. If this statement is filed pursuant to Rules 13d-1(b) or 13d-2(b),
check whether the person filing is a:
Not applicable
Item 4. Ownership.*
(a) Amount Beneficially Owned: 10,303,000
(b) Percent of Class: 30.9%
(c) Number of shares as to which such person has:
(i) sole power to vote or to direct the vote: **
(ii) shared power to vote or to direct the vote: **
(iii) sole power to dispose or to direct the disposition of: **
(iv) shared power to dispose or to direct the disposition of: **
* This schedule does not relate to, and, in accordance with Rule
13d-4 under the Securities Exchange Act of 1934, as amended (the
"Exchange Act"), the reporting person expressly declares that the
filing of this schedule shall not be construed as an admission
that he is, for purposes of Section 13(d) or 13(g) of the
Exchange Act, the beneficial owner of the 733,000 shares of
Common Stock, or 2.2% of the shares of Common Stock outstanding,
owned by the Cheryl A. Chase Marital Trust, a trust of which
Cheryl A. Chase (the sister of the reporting person) is a trustee
and Cheryl A. Chase and her children are the beneficiaries.
**The 10,303,000 shares of Common Stock to which this Schedule relates
are owned by Polish Investments Holding L.P. ("PIHLP"). Chase
Polish Enterprises, Inc. ("CPEI") is the sole general partner of
PIHLP. As general partner, CPEI manages PIHLP, which includes
directing the voting and disposition of the shares of Common Stock
owned by PIHLP. The reporting person and Cheryl A. Chase each own
50% of the outstanding capital stock of CPEI and are its sole
directors and executive officers. As a result of their control over
the management of PIHLP, the reporting person, CPEI and Cheryl A.
Chase may be deemed to share the power to direct the vote and
disposition of the 10,303,000 shares of Common Stock owned by PIHLP.
The reporting person does not have the power to vote or direct the
vote or to dispose or direct the disposition of any shares of Common
Stock other than through such affiliation.
Item 5. Ownership of Five Percent or Less of a Class.
If this statement is being filed to report the fact that as of the
date hereof the reporting person has ceased to be the beneficial owner
of more than five percent of the class of securities, check the
following [ ]
Item 6. Ownership of More Than Five Percent on Behalf of Another Person.
As a result of the relationships described in the note to Item 4(c),
PIHLP, CPEI and Cheryl A. Chase may be deemed to share the power to
direct the receipt of dividends from, and the proceeds from the sale
of, the shares of Common Stock beneficially owned by the reporting
person.
Item 7. Identification and Classification of the Subsidiary Which Acquired
the Security Being Reported on by the Parent Holding Company.
Not Applicable
Item 8. Identification and Classification of Members of the Group.
PIHLP is a limited partnership, the partners of which are described on
Exhibit A annexed hereto.
Item 9. Notice of Dissolution of Group.
Not Applicable
Item 10.Certification.
Not Applicable
<PAGE>
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete
and correct.
Dated: February 10, 1998
/s/ Arnold L. Chase
Arnold L. Chase
EXHIBIT A
Partners of Polish Investments Holding L.P.
GENERAL PARTNER:
Chase Polish Enterprises, Inc. ("CPEI"), a Delaware corporation whose
sole stockholders, officers and directors are Arnold L. Chase and
Cheryl A. Chase.
LIMITED PARTNER:
Cable Investments L.P. ("CILP"), a Delaware limited partnership.
GENERAL PARTNER OF CILP:
CPEI
LIMITED PARTNERS OF CILP:
Arnold L. Chase
Cheryl A. Chase
Sandra Chase Grantor Trust, a trust of which Kenneth N. Musen is the
trustee and Sandra M. Chase is the beneficiary.
Arnold Chase Spray Trust, a trust of which Kenneth N. Musen is the
trustee and Arnold L. Chase and his children are the beneficiaries.
Cheryl Chase Spray Trust, a trust of which Kenneth N. Musen is the
trustee and Cheryl A. Chase and her children are the beneficiaries.
